Yee-haw! Kate Upton, doing her best cowgirl impression, was caught posing topless during a recent photoshoot.

The 21-year-old model, who originally attempted to keep her famous bust coverered sporting a baggy black sweatshirt and bra, had her entire chest revealed soon after cameras start rolling reported TMZ. An unknown worker on the shoot can be heard telling the former Sports Illustrated cover model, prompting her to quickly remove her top saying, “Drop trou [and] take everything off."

The model turned actress tells the unknown cameraman that she was planning not to expose her breasts, even seen using her arms as a shield as she attempts to remove her bra, but quickly stops trying to be modest saying, “I give up.” The remainder of the one-minute clip of the photoshoot shows Upton poses seductively on a white horse sporting pigtails, pink pumps and a yellow flower in the hair.

Upton was last seen showing off her curves while filming scenes for the upcoming romantic comedy “The Other Woman” in West Hampton, N.Y. earlier this month. The model made headlines after almost suffering from a wardrobe malfunction while filming a scene that required jumping up and down alongside co-stars Leslie Mann and Cameron Diaz. Photographers spotted Upton filming additional scenes wearing a white bikini and kissing her co-star, “Game of Thrones” actor Nikolaj Coster-Waldau Thursday.

While the model was seen kissing her fictional on-set boyfriend, the model has recently been linked to former “Dancing with the Stars” professional Maksim Chmerkovskiy. Rumors that the famous duo are officially an item circulated after the two were allegedly spotted enjoying a romantic dinner together and handling hands in Manhattan. A source told US Weekly that the pair are “just good friends.”